Amy Schmidt Jones
SENSIENT TECHNOLOGIESAbout Amy Schmidt Jones
Amy Schmidt Jones is Vice President, Human Resources and Senior Counsel at Sensient Technologies (SXT). She has served in this role since April 2, 2018, following 20 years as a partner at Michael Best & Friedrich LLP (1998–2018) . She is 55 years old as of February 19, 2025 . Company performance context for her incentives: in 2024, Adjusted EBITDA increased 8.3% to $268.6M and local currency revenue rose 7.4% to ~$1.6B, while a $100 TSR basket reached $121 versus $125 for the peer index .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Michael Best & Friedrich LLP | Partner | 1998–2018 | Not disclosed in SEC filings |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| None disclosed in SEC filings reviewed | — | — | — |
Fixed Compensation
Multi-year compensation overview:
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 395,000 | 415,000 | 424,000 |
| Stock Awards – Grant-Date Fair Value ($) | 485,042 | 495,013 | 515,004 |
| Non-Equity Incentive (Actual Paid) ($) | 434,500 | 19,291 | 466,400 |
| All Other Compensation ($) | 64,361 | 80,477 | 57,373 |
| Total Compensation ($) | 1,378,903 | 1,009,781 | 1,462,777 |
2024 annual cash incentive targets for Jones:
| Component | Threshold ($) | Target ($) | Maximum ($) |
|---|---|---|---|
| Annual Management Incentive (2024) | 23,320 | 233,200 | 466,400 |
Perquisites and retirement plan contributions (2024):
| Item | 2024 Amount ($) |
|---|---|
| Financial planning | 1,500 |
| Automobile allowance | 21,000 |
| Executive physical | 2,708 |
| Scholarship stipend (Sensient Technologies Foundation) | 10,000 |
| ESOP contribution | 4,433 |
| Savings Plan contribution | 17,732 |
| Nonqualified deferred compensation – registrant contribution | 25,975 |
| Nonqualified deferred compensation – year-end balance | 85,576 |
Performance Compensation
Annual incentive plan mechanics (Corporate awards used for Jones in 2024):
| Metric | Weight | Target Definition | 2024 Actual | Payout vs Target |
|---|---|---|---|---|
| Adjusted EBITDA | 70% | 6% increase (100% payout); ≤-4.6% (10%) to ≥8% (200%) | $268.6M; +8.3% YoY | 200% |
| Local Currency Revenue | 30% | 5% increase (100% payout); ≤-5.5% (10%) to ≥6.5% (200%) | ~$1.6B; +7.4% YoY | 200% |
Long-term equity incentives (grant mix and metrics):
| Feature | Details |
|---|---|
| Mix | 60% Performance Stock Units (PSUs); 40% Restricted Stock (RS) |
| PSU Performance Period | 2025–2027 (granted Dec 4, 2024) |
| PSU Metrics & Weights | Adjusted EBITDA CAGR (70%); Adjusted ROIC change (30%) |
| PSU Baselines | 2024 Adjusted EBITDA $268.6M; 2024 ROIC 9.0% |
| RS Vesting | Three-year cliff vesting; acceleration only per plan terms |
PSU attainment (prior cycle):
| Metric (2021 PSU grant; performance 2022–2024) | Target Definition | Actual Result | Payout |
|---|---|---|---|
| Adjusted EBITDA CAGR | 3% (100%); ≥8% (200%) | +5.3% CAGR | Contributes >100% |
| Adjusted ROIC change | No change (100%); ≥+50 bps (200%) | -140 bps | Contributes <100% |
| Weighted result | — | — | 102.2% of target |
Realized vesting in 2024:
| Item | Shares | Value Realized ($) |
|---|---|---|
| Stock awards vested (includes 2020 PSUs vesting at 123.9%) | 4,464 | 303,597 |
Equity Ownership & Alignment
Ownership and awards status:
| Metric | Value |
|---|---|
| Beneficial ownership (shares) | 23,274 |
| Shares outstanding (Feb 27, 2025) | 42,437,618 |
| Ownership as % of outstanding | ~0.0548% (23,274 / 42,437,618) |
| Outstanding unvested RS (grant year 2022/2023/2024) | 2,644 / 3,257 / 2,632 shares |
| Outstanding unearned PSUs (grant year 2022/2023/2024 at target) | 3,966 / 4,886 / 3,947 units |
Ownership policies and compliance:
- Stock ownership guidelines: CEO 6× salary; CEO direct reports 2×; other executive officers 1× within 5 years (includes RS and PSUs at target) .
- Prohibitions: hedging, short sales, pledging, margin loans for officers and directors; all NEOs comply .
- Company has not granted stock options since 2008; no options outstanding .
Employment Terms
- Role and tenure: Vice President, Human Resources and Senior Counsel since April 2, 2018 ; age 55 .
- Employment agreement: Only the CEO has an employment agreement; other executives (including Jones) do not .
- Change-of-control: Double-trigger agreements for all executive officers; 3-year protection, severance equals 3× base salary plus highest annual bonus (last 5 years or since age 50), continued benefits, and accelerated vesting at target for PSUs upon change of control .
- Estimated Jones change-of-control economics (hypothetical 12/31/2024 CoC + qualifying termination): $2,575,500 severance; $127,425 pension enhancement; $1,719,005 equity vesting; $116,389 benefits; total $4,538,319 .
- Clawback policy: Recovery of erroneously awarded incentive-based comp upon restatement per NYSE listing standards (updated 2023) .
- Deferred compensation: Company contributions $25,975 in 2024; year-end balance $85,576; earnings are not above-market .
- SERP: Jones is not a participant (SERP frozen to pre-2015/2016 participants) .
- Tax gross-ups: None for change-of-control benefits; no tax gross-ups on perquisites after becoming a named executive officer .
Compensation Structure Analysis
- Program design emphasizes pay-for-performance: 2024 corporate Adjusted EBITDA (70%) and local currency revenue (30%) drove Jones’s annual incentive to 200% of target amid strong operating results .
- Long-term mix shifts away from options: PSUs (60%) and RS (40%) with 3-year horizons focus executives on profitability (Adjusted EBITDA CAGR) and capital efficiency (Adjusted ROIC) .
- Market benchmarking: Salary decisions referenced the 50th percentile of peer group salaries; peer group comprises 17 specialty/adjacent companies (e.g., Ashland, Stepan, Quaker Chemical), with Sensient’s market cap ranking ~83rd percentile among peers .
- Shareholder alignment: Robust ownership guidelines and explicit prohibitions on hedging/pledging; 2024 say‑on‑pay approval was ~92.6% .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay approval: ~92.6% in favor; committee incorporates investor feedback and consultant analysis annually .
Investment Implications
- High incentive leverage tied to profitability and growth: With corporate metrics hitting “maximum” in 2024, Jones’s annual bonus paid at 200%, and PSUs concentrated on Adjusted EBITDA/ROIC, compensation strongly aligns to earnings quality and capital discipline—positive for margin/ROIC execution focus .
- Retention profile supported by 3‑year vesting and mix of PSUs/RS; absence of options reduces repricing risk. RS cliff vesting and PSU three‑year cycles encourage multi‑year retention and mitigate short‑term selling pressure signals .
- Alignment safeguards reduce governance risk: No tax gross‑ups, strict anti‑hedging/pledging, and a compliant clawback policy lower red flags; say‑on‑pay support further indicates investor comfort with pay design .
- Change‑of‑control economics are material but standard for peer set (double‑trigger, 3× cash), implying manageable dilution/overhang; estimated total CoC package ~$4.54M for Jones .
Note: Insider trading activity (Form 4) was not reviewed here; vesting details come from the proxy’s award schedules. All figures and terms are based solely on company filings cited above.